Beltsville immuno-oncology company will cut a substantial majority of its workforce and shelve its pipeline as its Nasdaq listing becomes the vehicle for a $320 million, China-licensed inflammatory disease startup.
BELTSVILLE, Md. — NextCure, Inc. (Nasdaq: NXTC), the Beltsville-based clinical-stage immuno-oncology company, has entered into a definitive all-stock merger agreement with San Francisco-based Avere Therapeutics, a privately held biotech developing oral therapies for IL-23-driven inflammatory diseases.
Under the agreement announced July 14, the combined company will operate as Avere Therapeutics and is expected to trade on Nasdaq under the ticker “AVRX,” with closing anticipated in the second half of 2026. Pre-merger NextCure stockholders are expected to own approximately 1.21% of the combined company, with pre-merger Avere stockholders — including participants in a concurrent financing — holding approximately 98.79%. NextCure’s share is subject to adjustment based on its net cash at closing.
Alongside the transaction, NextCure’s board approved a restructuring and workforce reduction affecting a substantial majority of its employees, with approximately $1.9 million in one-time charges expected in the third quarter of 2026. The company is halting expansion of its SIM0505 study outside China and has opted out of further cost-sharing on LNCB74, the B7-H4 antibody-drug conjugate partnered with LigaChem Biosciences. Both programs are now candidates for partnering or sale.
NextCure stockholders are eligible to receive a contingent value right entitling them to 90% of net proceeds from any future license, divestiture or other monetization of the company’s pipeline assets and programs for two years following closing.
The deal is funded by a $320 million private placement led by Fairmount and Hansoh Pharmaceutical Group, with participation from Venrock Healthcare Capital Partners, General Atlantic, Janus Henderson, Wellington Management, Boyu Capital, T. Rowe Price, RTW Investments, Redmile, Balyasny Asset Management and others. The financing includes $251 million of convertible notes that convert to common stock at closing.
Avere’s lead asset, AVR-001, is a cyclic peptide IL-23 receptor antagonist licensed from Hansoh for global rights outside Greater China. Hansoh received $120 million upfront and is eligible for up to $2.18 billion in milestones plus mid-single to low-double-digit royalties. The molecule has a half-life of roughly 100 hours, enabling once-weekly oral dosing. Avere expects to begin a Phase 2b psoriasis study in early 2027, with a readout in the first half of 2028.
The combined company will be led by CEO, President and Chairman Andrew Cheng, M.D., Ph.D., alongside Chief Development Officer Kitty Yale, CFO William White and General Counsel Brett Pletcher — the team that guided Akero Therapeutics from pre-IPO through its sale to Novo Nordisk for up to $5.2 billion. Wedbush Securities served as exclusive strategic financial advisor to Avere; Tungsten Advisors advised NextCure.
The other side of the transaction
That is the deal as announced. The Maryland version reads differently.
On June 1 — six weeks before this announcement — NextCure presented Phase 1 dose-escalation data for SIM0505 at ASCO showing a 55% overall response rate in gynecologic cancers within the therapeutic dose range, with favorable safety and tolerability. The company held a KOL event on the data three days later.
By mid-July, that program was being wound down outside China and the company that generated the data was signing away 98.79% of itself.
The sequence is even tighter than it looks. In November 2025, BioBuzz reported that NextCure had raised $21.5 million through a private placement with Ikarian Capital, Squadron Capital Management, Affinity Healthcare Fund and Exome Asset Management — explicitly to extend its cash runway into the first half of 2027 and reach proof-of-concept readouts on both lead ADC programs in 2026.
The company reached the data. It did not reach the financing that was supposed to follow it.
This is what three years of constrained biotech capital markets actually look like at ground level. Not a science failure. A financing failure that arrived at a company whose science was still producing.
The listing was the asset
The structure here is now standard, and it is worth naming precisely because it is becoming common in the BioHealth Capital Region.
A U.S. management team with a track record partners with a crossover investor. It licenses a clinically de-risked molecule out of a Chinese pharmaceutical company — in this case Hansoh, which retains Greater China rights. It raises a large private round contingent on closing. And rather than pursuing a traditional IPO, it acquires a public listing by merging into a small-cap biotech whose market capitalization has fallen well below the value of its Nasdaq registration.
NextCure was that listing.
The intellectual property developed in Beltsville is now inventory to be sold. The capital in this transaction was raised elsewhere and will be deployed elsewhere. The clinical development happens elsewhere.
What stays in Maryland is the workforce reduction.
The CVR deserves scrutiny on that point. Ninety percent of net proceeds is a generous-sounding headline. But it applies to programs the company has just stopped funding, on a two-year clock, held by a shareholder base that will own roughly one percent of the entity deciding how to monetize them. Any value recovered from NextCure’s science will be recovered by a buyer somewhere else.
What NextCure was
It should be said plainly, because the deal documents will not say it: this was one of the most credentialed companies Maryland has produced in the past decade.
NextCure was founded in 2015 by Michael Richman and Lieping Chen, M.D., Ph.D., of the Yale School of Medicine — the scientist whose discovery of the PD-1/PD-L1 pathway as a cancer target underpins Keytruda and Opdivo, and who received the William B. Coley Award for it. Richman had already led Amplimmune through its acquisition by AstraZeneca, and he brought that team with him: Sol Langermann, Linda Liu, Sebastien Maloveste and others who had built something significant in Maryland once and chose to do it here again.
The company raised a $67 million Series A, partnered with Eli Lilly, and built the FIND-IO discovery platform around functional target identification. When it filed for a $92 million IPO in 2019, BioBuzz called it the first major IPO of the year for the BioHealth Capital Region and a candidate to become Maryland’s next big success story.
That was a defensible read, and the company kept building on it. NextCure worked with Yale pathologists to develop a Siglec-15 immunohistochemical assay for identifying patients whose tumors expressed the target. It opened an in-house GLP lab and a 5,000-square-foot warehouse at its Beltsville headquarters in 2022 rather than outsourcing the work. And its clinical team built a live biomarker testing approach that collected and processed patient samples in near real time through the course of treatment — an unusually rigorous way to run early-phase oncology trials.
That is a decade of real capability built in Prince George’s County. Novel checkpoint biology is genuinely hard, and the programs NextCure pursued were serious attempts at the resistance problem that still constrains immuno-oncology.
“I am incredibly proud of the dedication, talent, and perseverance of the NextCure team,” Richman said in announcing the transaction.
Beltsville had a clinical-stage company running first-in-class immunology, training scientists, executing trials, and giving Maryland a public-market presence in a field the region helped invent. That work mattered. It was worth having here.
What happens next
The most consequential figure in this transaction is not the $320 million or the $2.18 billion in milestones. It is the number of NextCure employees who will be on the Maryland market this fall — process development, quality, translational science, clinical operations, regulatory affairs, business development.
The region has run this play before. The Amplimmune alumni network that seeded NextCure is the proof: a company ends, the expertise disperses, and it shows up years later inside the next generation of local ventures, CDMOs and startups. Talent recycling is the mechanism by which a cluster compounds instead of contracting.
But that outcome is not automatic. It depends on whether there are open roles, incubator space, and companies with capital ready to hire experienced drug developers at the exact moment they become available.
Avere gets a listing. Maryland gets a talent pool. The second one is harder to convert — and it is the one the region has roughly one quarter to get right.
BioBuzz will continue tracking the NextCure transition and the movement of its team across the BioHealth Capital Region.
